Origin

As a single mother, Julia became a test subject for a secret government super-soldier program through Valerie Cooper. She gained her powers after going through a series of tests that included injecting her with spider venom and extracts from rare Amazonian plants.

Creation

Julia Carpenter first appeared in Marvel Super Heroes Sercet Wars issue 6 in October 1984 and was created by Jim Shooter and Mike Zeck, although this was only a small cameo. Her first full appearance was in #Marvel Super Heroes Secret Wars issue 7 (1984).

Major Story Arcs

Secret Wars

She became a part of the Secret Wars when the suburb of Denver she was living in was transported to Battleworld by the Beyonder. Julia fought alongside the Avengers, Fantastic Four, X-Men and Spider-man. Spider-man's new costume would be inspired by her own black costume. Upon returning to Earth, Julia attempted to gain membership with the Avengers but the Commission of Superhuman Activities assigned her to Freedom Force, a government group of "reformed" villains. Julia would find herself at odds with both the X-Men and the Avengers, heroes she had recently worked with and respected. It was only when she was forced to arrest the Avengers (on trumped up charges) that she finally went against orders and freed the Avengers.

Avengers West Coast and Force Works

Julia would then become a fugitive and come into contact with the high tech bounty hunters known as the Seekers. She would work with both Iron Man and Spider-Man during her tenure as a fugitive before finally turning herself in. Julia was given several clandestine jobs before she found herself invited to join the Avengers West Coast, a group she served with until they disbanded. Julia would then join Tony Stark's short lived Force Works team. She and her daughter Rachel Carpenter even made their house in Force Works base, The Works. There she fought against evil with fellow heroes Iron Man, US Agent, Scarlet Witch, Wonder Man (who seemingly died on their first mission) and a new teammate, Century. During the Crossing, Julia was suddenly in a long term relationship with a "long time member" Moonraker. The only person who could sense it wasn't a reality was her daughter Rachel. It was revealed to be temporal manipulations by Kang and that Moonraker was in fact Libra.The group would have some more adventures before Tony Stark (Iron Man) seemingly died, and the team disbanded.

A Battle of Spider-Woman

After that Julia and Rachel moved away. Not long after that, Julia was drained of her powers and paralyzed by Charlotte Witter, a new Spider-woman who wanted to kill all former women who went by "Spider-Woman". She was forced to retire. Julia regained her powers after intense physical therapy and an injection of a duplicate of the original serum she got her powers from. The Shroud and his company allowed her to recover, and the two soon fell in love. She then began using the new code name Arachne, after the woman who became a spider in Greek mythology, in order to distinguish herself from the original Spider-Woman (Jessica Drew) and Mattie Franklin.

Civil War

During the Civil War, Julia registered under the Super-Human Registration Act. Shortly after the Superhuman Registration act was passed, Julia was persuaded by Tony Stark ( Iron Man) to join his team. Alongside Ms.Marvel and Wonder Man , her mission was to train other registered superheroes to perform government-authorized security activities, as well as the standard apprehension of unregistered superheroes. She was soon sent to go after Max Coleridge, secretly her boyfriend, whose alter-ego the Shroud was an unregistered superhero. Instead, Julia helped the Shroud escape from government soldiers and became a fugitive herself. After sending three squads to the hospital and stealing clothes and a car, they headed to Colorado to pick up Julia's daughter Rachel on their way to Canada. They were ambushed by Ms. Marvel and Wonder Man and the Shroud was captured, but Arachne evaded the attack and went to her parents in Colorado, where Rachel was staying. Following another ambush by Ms. Marvel (who this time brought along her trainee, Araña), Arachne was captured and ripped from the arms of her daughter. She was incarcerated and held in chains, before being imprisoned in the Negative Zone.

However, Julia escaped captivity during the Negative Zone prison break, and returned to Colorado in search of Rachel. A SHIELD psy-ops team telepathically traced her to Brooklyn, where she furiously confronted Araña, demanding to know where her daughter has been taken. Anya managed to subdue the unfocused Julia and Carol agreed to help Arachne locate Rachel. The mother and daughter were reunited and Carol and Tony made arrangements for the pair to move to Canada. As part of the deal Arachne joined the Canadian super-team Omega Flight in exchange for having all charges against her dropped.

Grim Hunt

Julia soon found her way to the States again while being hunted by Ana and Alyosha Kravinoff. Apparently the family, led by their mother Sasha Kravinoff, had been hunting down and killing all "Spider" related characters in an effort to raise Kraven the Hunter from his grave. They had kidnapped Madame Web and were using her as a means to find and prey on them all. Julia was cornered before Spider-Man showed up and the two defeated the villain duo. The Kravens had already succeeded in sacrificing Mattie Franklin to no effect as the one true Spider would need to be sacrificed. As a result, Arachne teamed up with what was left of the Spider Clan (Spider-Man, Araña, and Kaine) to stop the family's mad plan. After she and Arana are captured by the Kravinoff's Madame Web is murdered by Sasha Kravinoff and just before dying she transfers her powers to Julia. In the aftermath of Grim Hunt Julia decides to become the new Madame Web giving her old costume to Araña.

Since assuming the mantle of Madame Web Julia has been keeping a close eye on Spider-Man. She knows something bad is coming and has taken steps to ensure Peter survives. She one of the only people that knows he does not have has Spider-Sense any longer and thus has had Shang Chi train him in martial arts.

While taking Rachel to school, Julia have a vision telling her that the Great Web is unraveling. She tries to warn Spider-Man, Who is fighting Morbius at that moment, telling him that his life is in danger (Even telling him that Silver Sable's journey is not over, implying that she may have not died battling against Doctor Octopus). Sensing that there is a great menace coming, Julia makes the decision of sending Rachel far from New York. Then she calls 911, reporting about a woman who is about to collapse (referring to herself). She the have a really strong vision about the future of the Marvel Universe, after that the enters in a comatose state.

Personal Data

• Height: 5' 9"

  

• Weight: 140 lbs.
• Eyes: Blue
• Hair: Strawberry Blonde

Status

• Citizenship: American, currently on a Canadian Visa
• Place of Birth: Los Angeles, California
• Marital Status: Divorced
• Occupations: Adventurer, member of Omega Flight; former U.S. Government Agent
• Known Relatives: Rachel Carpenter (daughter), Walter Cornwall (father), Elizabeth Cornwall (mother), Larry Carpenter (ex-husband, deceased)

Powers and Abilities

Arachne has superhuman strength (able to lift approximately 10 tons under normal conditions), agility, stamina, and reflexes. Her powers are very similar to Spider-Man's, but hers are psi-based. The psi-webs that she produces are more versatile than Spider-Man's chemical-based webbing, since she can will them to move on their own and manifest themselves even from a distance. She uses her psi-webs to attack and ensnare her opponents, as well as swing on them from building to building much like Spider-Man. By concentrating this psionic force in her hands and feet, she is able to cling to and crawl across any surface, even scaling sheer walls. Arachne also possesses heightened senses, which allow her to sense vibrations, and has been intensively trained in hand-to-hand combat.

Since becoming Madame Web in the aftermath of the Grim Hunt, Julia has inherited her predecessors powers of 'Prescience', allowing her to perceive aspects of the future. Although, like with the previous Madame Web, this may not be entirely accurate. Furthermore, she now possesses other psychic powers such as Clairvoyance, Telepathy and Astral projection.

Alternate Realities

Morgan Le Fay - Earth-398

In this reality Julia was also known as Arachne, and was a member of the Queen's Vengeance.

Iron Doom - Earth-42777

Julia was one of the few to survive the mutant wars, but was enslaved as one of Tony Stark's minions and put to work.

Cancerverse

In the Cancerverse, Julia was one of the hundreds of grotesque creatures who met "The Cosmic Avengers" in battle when they attacked Sanctuary II, the current headquarters of Lord Mar-Vell and his Revengers.

Ronan the Accuser was the first and only "Cosmic Avenger" to face Julia, whom he promptly beat to death with his Universal Weapon.

X-Men Forever

In the X-Men Forever universe, Julia operates as Spider-Woman as a member of the Avengers in her classic black-and-white outfit. However she appears to have the powers of Jessica Drew, as she can fly and fire venom-blasts

Ultimate

The Ultimate Jessica Drew (a female clone of Peter Parker) used the name of Julia Carpenter as cover, in order to penetrate into the company Roxxon. She dyed her hair and made a fake resume. She managed to trick her employers but soon The Brain Trust figures it out and grabs her. Shortly after, Jessica encounters Doctor Octopus, however still saves Spider Man. Together they make an escape. But suddenly the building Roxxon collapsed, and Peter with Jessica save Otto.

Other Media

Animation

Iron Man: The Animated Series (1996)

Julia was a regular character in the 1996 animated series. Here she played a role almost identical to that of Pepper Potts, being Tony's assistant and confidante. In the beginning of the series she regularly donned her Spider-Woman outfit as a member of Force Works but once they disbanded in later episodes the story focused on her role as Tony's confidante as well as someone who helped run his company. She is also shown as a love interest of Tony. In early episodes she vied with Scarlet Witch for his affection, and in later episodes married him for a short time (though this was a ploy on tony's part to draw out an assassin hunting him). As Spider-Woman she retains her strength and agility but her webs seem to be physical rather than psionic. She was voiced by Casey DeFranco in the first season, and by Jennifer Hale in the second.

Ultimate Spider-Man Vs. The Sinister Six (2016)

Julia appeared as Madame Web in the fourth installment of the Ultimate Spider-man animated series.

She was a secret weapon, trained by Nick Fury himself in the control over her precognitive abilities. She wore a new costume combining elements of the original Madame Web's costume with those of Julia's classic Spider-Woman suit. She displayed enhanced strength and speed, as well as the ability to predict the most-likely outcome of any event. Julia also displayed a variation of her psi-web power, as she generated an energy web that showed other realities within its threads.

Her first appearance was in "Agent Web". Spider-Man and Triton go to a secret inhuman city, thinking they are going to rescue Nick Fury. Instead, they save Madame Web, who is also being hunted by Crossbones and Hydra. Given her powers to predict possible outcomes to certain situations, and her conection to the web of reality, Web is one of Nick's secret weapons. Spider-Man frees Madame Web, and defeats Crossbone. Nick Fury then left with Web, to place her in a secure facility.

She returns in "Return to the Spider-Verse: Part 1". Nick Fury and Web established themselves in the secret city of K'un-Lun, where they keep on eye on the Web of Life, sometimes with the help of Doctor Strange. But when Miles Morales shatters the Siege Perilous, the shards get scattered across alternate dimensions. Web informs that if they are not collected in time, many universes will crash onto another, and eventually, all of the universes would be destroyed. Using one of the shards, Web and Strange open a portal so Spider-Man and Miles travel through the dimensions to collect the fragments.

In "Return to the Spider-Verse: Part 4" Julia appears at the end of the episode, with Dr. Strange and Nick Fury, when Peter and Miles returns to the main universe with the Siege Perilous intact.

She is voiced by Cree Summer.

Video Games

Marvel: Ultimate Alliance (2006)

Arachne appears as an alternate costume for Spider-Woman in Marvel: Ultimate Alliance.

Marvel Super Hero Squad Online

Arachne was realeased in Marvel Super Hero Squad Online game where she claims "I´m not Spider-Girl, I´m not Spider-Woman, I´m Arachne". In her description she goes by "She's not just a spider-woman... she's Arachne, mysterious mistress of the Psychic Web!" She is voiced by Grey DeLisle and Laura Bailey.

Marvel: War Of Heroes

Julia, as Arachne, is featured in the mobile game Marvel: War of Heroes. She appears in this card:

• [Secret Veteran] Arachne

Marvel Heroes

Arachne is a Team up Character in the game. She is no fully playable but she can be chosen as part of your team as a passive member, helping your heroe. She is voiced by Colleen O'Shaughnessey.

Spider-Man Unlimited

Julia, as Madame Web is a playable character in the movile game.

Merchandise

• Spider-Woman was part of ToyBiz's toy line based on Iron Man: The Animated Series.
• Spider-Woman appeared in the Marvel Famous Covers line from ToyBiz.
• A Julia Carpenter figure was released as part of the Marvel Legends M.O.D.O.K. Build-a-Figure wave from ToyBiz. This figure was a variant of the Jessica Drew toy from the same wave.
• Arachne was released as the 174th character in the Marvel Classic Figurine Collection in her Spider-Woman attire from Eaglemoss Publications.
• Spider-Woman was released in a two pack based on the Secret Wars story arc, with Iron Man, in the 3.75" toy-line Marvel Universe from Hasbro.
• Arachne was released in a two pack, with armored Spider-Man, as part of the Marvel Super Hero Squad line from Hasbro.
• Julia, in her Arachne outfit, is part of the Heroclix game, being released in the Secret Invasion expansion.
• Arachne was released as the 174th character in the Marvel Classic Figurine Collection in her Spider-Woman attire from Eaglemoss Publications.
• Spider-Woman appeared in the Minimates line from Diamond Select.
• Arachne was featured in the Marvel Select line from Diamond Select. The figure was a variant of the Jessica Drew figure also released by Diamond.
• Spider-Woman was later included in Hasbro's Marvel Legends line as part of the Spider-Man: Far From Home series.